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Jo C.
Jo C., Barrister
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Experience:  Over 5 years in practice
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Commercial contract Law: My company booked an exhibition space.

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Commercial contract Law:
My company booked an exhibition space. The following day the vendor sold the same space to another company. We verbally cancelled our contract, and again in writing days later.
The exhibition company performs multiple exhibtions annually, and we were promised a mutually agreeable solution would be found on the exhibition retail space.
Whilst this promise was going on, our company booked another 2nd exhibition space at another exhibition.
Now 10 months after the first booking the exhibition is due to start in March. The company has acknowledged we do not need to attend or pay for booking one as it appears they will not solve the situation with a suitable position. However they has said booking 2 is un affected.
Within the flow of cash within the business, booking 2 was only made because it was promised booking 1 would be fixed. The exhibition company seem satisfied they don't need us for booking one anymore.
If we don't attend booking 1 we don't want to attend booking 2.
I believe the promise of sorting out booking one was the whole reason booking 2 was made while booking one was being promised to be fixed.
Now booking one is not fixed, I believe booking 2 can also be cancelled?
did you agree cancellation rights?
Customer: replied 2 years ago.
In fairness no. Booking 2 was made effectively as a stand alone booking on the promise booking 1 was sorted out.
It is only now that it is becoming obvious they have no intention of sorting out booking one satisfactorarily, that I am concenred about want to also cancel booking 2
What specifically was said about that condition at the time of booking?
Customer: replied 2 years ago.
It is mainly verbal, but i do have an email agreeing to cancel us out of booking 1 if an agreeable solution would not be found.
Booking 2 was done on this verbal agreement.
The company in question is quite ruthless and the sales manger for each exhibition has left the company before the exhibition actually starts. I would be creating an argument against words said with someone who no longer works for the company.
It is going to turn really upon that conversation.Generally speaking, booking two would not be affected by the failures or successes of booking one.However, if you were able to cancel booking one then that would tend to suggest you could cancel booking two unless they are accepting that the breaches were so great at their end that it was repudiated.It is possible to enter a conditional contract dependant upon the performance of a certain condition. That does seem to be what you are raising here. The verbal contract is perfectly good in law although obviously it has to be clear what has been agreed and upon what conditions.If you are saying that you were specific that booking two was only to be relied upon if booking one were resolved then that is a conditional contract. If the condition is not met then you can cancel.Can I clarify anything for you?Jo
Customer: replied 2 years ago.
I have attach and email dated July 2015, and this confirmed the companies firm commitment to fix the issue in writing folling my request to put it in writing
Booking 2 was made in May 2015, and as a result it seems fair evidence I would only have booked in May on the verbal promise that booking one would be fixed. ( even though only in July I have it in writing that booking one would be fixed)I have had numerous sub standard offer of space in sub prime areas of the show since, and have rejected them because the company wants the same payment amount as before. It is a lot like booking an oxford street shop, but then only being offered a side street for the same money.
You would still need to show the second booking was made upon condition the first was resolved. In fairness, it would seem a likely deduction but that is the test you must reach.
Customer: replied 2 years ago.
I tend to agree. The concern lies in the 'typical' position a court might take.
I could reasonably create lots, of argument, I could create evidence from other exhibitors that the company habitually messes around and tell lies in pursuit of profits, linked 'evidence' such as the email and some others, but the reality would still be that this particular sales manager. I said words to the effect of 'this must be fixed, I am about to book grand designs may show'
and he said 'you have my word I will fix this'
Morally I am 100% right, but legally I am concerned due to my somewhat naive trust.
( I have never really known why the company had new sales managers annually, but it seems apparent that it is linked with things like this - everything is said verbally to make the sale and they fall out with a lot of companies, and their managers them leave or get dismissed)
If I am to hold my ground, and cancel booking 2 next week, I would like to do so on the basi that I would have a better than average chance of not losing.
That is the problem with verbal contracts.If you don't have evidence on the point in the form of confirmation emails then you will have to rely on your own evidence.It might well be that they don't deny it or can't contradict it. That does happen sometimes.I would be quite surprised if they want to sue for this anyway.
Customer: replied 2 years ago.
I am nearly finished, and you have reassured a lot.
1) Could you say that in your opinion the court would consider cancelling an exhibition space in mid February for an exhibition in early May would be adequate time for the company to re sell the space anyway.
2) What would be the 'legal line' I may use in my cancellation letter on booking 2 (following failed negotiations on booking 1), that would firmly suggest booking 2 contract is linked/breached/set aside at the same time.
1 Not necessarily. It depends on industry practice. It was certainly long enough to do it in a conventional industry2 I would just say that you want to cancel. I wouldn't get involved in quoting law. They just need to understand that you are cancelling.You can refer to the business with booking one but I wouldn't get involved in a debate.
Customer: replied 2 years ago.
last one
Opinion only question: If you were the company would you think you could win to get £47,000 contractual space paid in full at a court, if the other party had cancelled 10 weeks prior, and you had 10 weeks to re sell the space?
Or may the court decide the make the difference between what it was ultimately sold for and £47,000.
What I mean is even if I cancel the space would still sell for significant value, and the company would not lose the whole contract value ( or does this not matter?)
If it is £47 then they are more likely to sue. Are they likey to have filled this space?
Customer: replied 2 years ago.
Exhibition space is like a perishable commodity. You pay a lot a long way out, and choose exactly where you want as I do,
or you wait until the company is more desperate, and pay less for less commercial spaces.
I would guess they would sell the space now for £35,000 -40,000, and lose £12,000 to £7,000
My space is very good and all other good space would be sold by now.
Then surely they would be able to sell it ? But at a lesser price?
Customer: replied 2 years ago.
Yes, it would probably sell for less, and they would lose a few thousand pounds on that contract, but if the sale of space is high, it is possible it would now sell for more also as this is a very good space in a very prestigious show
This is the entire problem working with this company, they are always wanting to move exhibitor, as one exhibitor gazumps another on space, and consequently feeling their booking contract is breached.
Customer: replied 2 years ago.
My concern is it is a very money orientated company I am dealing with.
It would be a better approach in my opinion if they bottled it they didnt have a perfect case, but i dont have a perfect case either, and we both know the others position. (i think)
If they have sold for less than they could claim the difference from you but they will have to show that they tried to mitigate their loss and could not do so.
Customer: replied 2 years ago.
That is excellent news. It would severely limit any pay out I would make if I lost. The space would sell for a very similar figure relatively speaking.
Thank you Jo x
No problem. All the best.Please remember to rate my answer.
Customer: replied 2 years ago.
Hi Jo again, I just re read a contract. I have read the line highlighted in the small print for the the first time clearly, and this seems to pin me down firmly. Is this the case?
The scan is upside down.What does it say?
Customer: replied 2 years ago.
I have rotated it
That is rather unhelpful but you could argue it is an unfair term and so void under UCTA.They will still have to show that they tried to mitigate their loss and it is quite unlikely that they had an empty stall.
Customer: replied 2 years ago.
Thanks Jo x.
I will see. 'It might not happen' as they say
No problem.All the best.
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